Who controls your company?

The Background

The government is concerned that some companies facilitate illicit activities – from money laundering to tax evasion, corruption to terrorist financing. It believes that greater transparency of company own ership and control will help deter and disrupt the misuse of companies, and identify and sanction those responsible when illegal activity does take place.

The New Regulations

Every company and LLP must keep a register of People with Significant Control (PSC): those people who are able to exercise, or who actually exercise, significant control over its company or LLP. There are criminal penalties if you do not do this.

Who are People with Significant Control?

For most companies such people will be individuals who:

hold more than 25% of the shares in the company

hold more than 25% of the company’s voting rights

have the right to appoint or remove a majority of directors

If any individual does not meet the above conditions, and there is no one else who has the right to, or actually exercises, significant influence or control over the company, (it could also be an individual who has the right to, or actually exercises, significant influence or control over a trust or company that meets one of the above conditions) a statement must be made to this effect.

Registration Requirements – The Confirmation Statement

A Confirmation Statement will replace the Annual Return. At least once every year you will need to review the information Companies House holds about your company and either confirm it is correct or update it.

Your first Confirmation Statement must include the information from your PSC register. Future changes can be made as they occur or with your next annual Confirmation Statement provided no more than 12 months has elapsed between confirmation statements. With limited exceptions, this information will be available to the public.

For more information

If you would like any further information or assistance in completing a PSC Register and/or Confirmation Statement, please contact Nadia Kohli in our commercial team at Streathers at nkohli@streathers.co.uk.